Companies of the Group

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report on operation

Description and performance of the companies of the Group B.1 Subsidiaries COOPGAS S.r.l.

This is the Group’s methane gas sales company in accordance with Italian Legislative Decree no. 164/2000.

During the fiscal year the company provided service to more than 42 thousand consumers, selling 65.5 million cubic meters of gas, which includes 27.4 million cubic meters to the Group’s channeled networks. This company's activity generated profits of 1,347,769 euros for fiscal year 2011. The company’s equity is 6.8 million euros against an equity investment value of 2.5 million euros.

ENERGIA DELLA CONCORDIA S.p.A.

This company, 100% of whose shares are held by Coopgas S.r.l., possesses two contracts for construction, sales, and management of plants for utilizing biogas: one is a small contract with an agricultural enterprise in the Pavese area and the other is a contract for approximately 4 million euros regarding the Francavilla Fontana waste disposal site in Apulia. Beginning in fiscal year 2009 this company started constructing and managing photovoltaic power systems in Apulia, and constructed the Turi 2 and Turi 8 photovoltaic arrays. Both plants have been sold: the first in 2010 and the second in 2011. Lastly, the company directors, taking into account the difficulties that arose in connection with the management of the plant for the production of biogas and electricity in Francavilla Fontana, during the year used 250,000 euros of the allocated provisions to cover the losses of the biogas plant, allocating at the same time in fiscal year 2011 a further provision of 260,000 euros of the same type. A series of initiatives is already underway whose purpose is to resolve this plant's problems. The company’s financial statements for the fiscal year were closed with a profit of 34,957 euros.

SOLAR PLUS S.r.l.

This company, 100% of whose shares are held by Energia della Concordia S.p.A., was acquired during fiscal year 2011 because it manages the permits for the construction of the photovoltaic power system in Altamura in Apulia. The photovoltaic power system was hooked up on December 31, 2011 and will begin operation in 2012.

The financial results essentially reflect a startup situation and show a loss of 3,406 euros.

CPL DISTRIBUZIONE S.r.l.

This company, which was established in 2008, has been distributing the CPL CONCORDIA Group's gas since 2009.

The following are the concessions managed by the company: • Bacino Calabria 30 catchment area • Municipality of Campo Calabro • Municipality of Polistena • Municipality of San Giorgio Morgeto • Municipality of Cinquefrondi • Municipality of Rosarno • Municipality of Melicucco

• Bacino Campania 30 catchment area • Bacino Campania 25 catchment area • Bacino Calabria 20 catchment area • Bacino Sicilia 12 catchment area • Bacino Sicilia 17 catchment area • Bacino Sicilia 35 catchment area

In 2011 the company performed the distribution activity, mainly for the companies of the Coopgas Group, but also for others. The amount of natural gas distributed during the fiscal year was 35,268,136 cubic meters, while 47,165 consumers were hooked up and received service.

The distribution activity generated profits for the year of 2,202,179 euros.

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CPL ENERGY INDIA PRIVATE L.T.D.

This company, 50% of whose shares were acquired on February 16, 2011 by CPL Distribuzione, represents the vehicle by means of which the CPL CONCORDIA Group intends to develop its operations in the Indian market, which is experiencing considerable development. The company, which was established in 2010, mainly performs business analysis activities in preparation to participate in public tenders for the installation of methane gas distribution networks in several large cities in this great country. The company, which ends its fiscal year on March 31 of each year due to local regulations, prepared a balance sheet for the parent company as of December 31, 2011 that shows a loss for the period of 6,172 euros.

IMMOBILIARE DELLA CONCORDIA S.r.l.

This company has been managing two activities involving real estate for years. The first activity regards the construction and subsequent sale of property units and land in the Borgoverde area located in the municipality of Carpi (MO), and the other activity involves the management of the CH hotel located in the municipality of San Possidonio (MO). While the first initiative can be considered all but concluded, since only a couple of property units are left to be sold, the second activity represents the company's current core business. Despite the severe crisis that has struck our country and has affected every type of activity, the hotel has been able to maintain its saturation of stays and, thanks to its sound policy of maintaining costs, it has been able to achieve good final results. In fact, the company's financial results as of December 31, 2011 show a profit of 100,514 euros.

CRISTOFORETTI SERVIZI ENERGIA S.r.l.

This company, which was established in April 1996 and operates in the heat management sector mainly in the Trentino-Alto Adige region of Italy, is a considerable strongpoint in the Group's strategic sector. Over the years the company has extended its operating range, acquiring contracts in the regions of Veneto and Friuli Venezia Giulia, and since 2009 in the region of Lombardy too.

During the fiscal year the company transferred the activity of operating the LPG distribution networks in the municipalities of Ferrara di Montebaldo and Vigo di Ton, because it did not consider them to be related to its core business. The transfer occurred at consistent values, except for the recognition of the value of the transferred consumers as goodwill, thus 46,000 euros. xThe company produced profits for the year of 595,746 euros in 2011.

ERRE.GAS S.r.l.

This company, which was established to operate the distribution networks of the Municipalities of Sapri and Camerota, transferred these concessions to third parties at the end of the previous fiscal year. The activity performed in 2011 regarded exclusively the management of the transferred concessions as a subcontractor.

This activity ended on December 31, 2011. As of today the storage facility and two plots of land are still recorded on the company's financial statements. The storage facility was granted as a free loan until the conversion of the concession from LPG to methane gas, which should occur during 2012. Once the conversion has been completed, the storage facility will be removed and reused in other locations, and the land will be transferred.

Due to the management under subcontract, the company recorded a profit of 2,682 euros.

MARIGLIANO GAS S.r.l.

This company, which was established in 2002, is a classic special purpose vehicle created for the construction and subsequent operation of the gas concession of the municipality of Marigliano, of which the Cooperative is the sole shareholder.

During the year this company expanded the gas distribution network of the municipality of Marigliano by distributing methane gas for the sales company Coopgas S.r.l. and for the other sales companies that were active at the Marigliano facility. There were 6,822 active consumers as of December 31, 2011, and 3,636,061 cubic meters of gas was distributed.

Profits for the year 2011 amounted to 582,962 euros, which is to be considered extremely positive and in line with expectations.

Moreover it is worth noting that in fiscal year 2006 the company stipulated a financing contract with Banca Popolare dell’Emilia Romagna for 5,000,000.00 euros whose covenants stipulated payments by the shareholders of amounts as a "Reserve for future increase of share capital." On the closing date of these financial statements the Parent Company paid 2.9 million euros, which was entered by the company under net equity.

With regard to the financing disbursed by Banca Popolare dell’Emilia Romagna, a lien was established on the company's shares in favor of said banking institute to guarantee the contract for a maximum of 5 million euros.

The company’s equity is 5.1 million euros against a recorded equity investment value of 3.5 million euros.

NUORO SERVIZI S.r.l. winding up

At the end of fiscal year 2006 the company sold its business to the consortium Consorzio per l’Area di Sviluppo

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Industriale della Sardegna Centrale. In the first few months of 2007, with the planned redundancy of the 10 remaining employees, the activity of the company in liquidation was definitively shut down.

The closing of the liquidation is therefore linked to the collection of the transfer price for the business unit, which actually occurred on May 15, 2012. It was subject to the disbursement of funding from the Ministry of Economic Development and the region of Sardinia, for a total of 10,000,000 euros. After the above had been frozen for years, in reference also to the large number of changes that have occurred in the public administrations, the approach for the recognition of the financing to the consortium was resumed in 2009. Specifically, Invitalia, the national agency for attracting investment and business development, a company of the Ministry of the Economy and Finance, on the basis of the decisions adopted by the Supervisory Board for Policy Agreement of October 12, 2007, has entrusted the company SIAP to determine the portfolio of assets that is the object of the business unit transfer between Nuoro Servizi and Consorzio ASI, to then transfer at the same time said business unit to the consortium as a free loan.

The appraisal performed in 2010 by Mr. Riccardo Lancini established the value of the portfolio of assets that is the object of the transfer at 5,124,000 euros, representing a reduction of 376,000 euros with respect to the amount contractually agreed to with Consorzio ASI. During the meeting of the Supervisory Board that took place on February 21, 2011, the consortium Consorzio Industriale Provinciale di Nuoro (formerly Consorzio ASI) and Nuoro Servizi S.r.l. in liquidation accepted to share the amount established by the appraisal performed by Mr. Lancini, and Nuoro Servizi has stated that it will accept as receipt of payment of the amount specified in the business unit transfer contract an amount of 5,124,000.00 euros, from which will be subtracted the sum of 817,243.98 euros for taking over the provisions for employment severance indemnity of the employees that were transferred from Nuoro Servizi to the consortium on January 1, 2007.

The Notary deed of business unit transfer between Consorzio ASI and the company SIAP, which allowed Nuoro Servizi to collect the payment for the business unit as well as other pending trade receivables outstanding between the company and Consorzio ASI, was stipulated on May 15, 2012.

Nuoro Servizi's financial statements for fiscal year 2011 mainly contain the receivable due from the consortium, payables due to social security institutions, and a residual payable due to the employees, in addition to the financing obtained to advance large sums to the employees who were not transferred to the business unit, but who were laid off.

Since the collection of the price for the transfer of the business unit was considered to be a significant event occurring after the closing date of the 2011 financial statements, the payable and receivable items are valued outside of the business unit, including the interest on the loan pertaining to 2012, estimating a further loss with respect to the loss recorded by the company as of December 31, 2011 of a total of 233,388 euros.

In the meantime the company closed its financial statements with a loss of 351,046 euros due to the overhead expenses of the liquidation and the financial charges in connection with the financing obtained from Banco di Sardegna to advance amounts to the employees while waiting for the balance of the transfer of the Business Unit from "Consorzio per l’Area di Sviluppo Industriale della Sardegna Centrale" (Consortium for the Industrial Development Area of Central Sardinia). The Parent Company recorded in its financial statements not only the losses resulting from the closing of the company's financial statements as of December 31, 2011, but also the effects of the closing of the liquidation procedure of the amounts collected in relation to the business unit transfer and the regulation of all the respective outstanding pending receivables, and revalued the value of the equity investment to zero and allocated to the provisions for future risks and contingencies the total difference of 257,151 euros.

CPL HELLAS A.B.E. & T.E.

This company governed by Greek law performed its last production activities during the first few months of fiscal year 2008. Therefore, the company’s activities in 2011 focused on invoicing the recorded and certified works and closing the accounting of the works. It should be noted that the company’s sole customer is CPL’s Greek branch. The recovery of the aforesaid accounts receivable was entrusted to the Gakidis law firm in Thessalonica, which instituted a series of lawsuits for the purpose of collecting these amounts. The company experienced a loss in fiscal year 2011 of 6,181 euros due exclusively to overhead expenses and to the difference between its extraordinary income and losses. Consequently the Cooperative’s directors have written down this equity investment, adjusting it to the corresponding portion of net assets.

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CPL CONCORDIA FILIALA CLUJ ROMANIA S.r.l.

This company, which distributes and sells methane gas in approximately 30 municipalities located in the region of Transylvania in Romania, currently has more than 14 thousand consumers and has achieved sales of more than 24.6 million cubic meters of gas. The company has reported an operating profit of 210,056 euros even though the local government has blocked the final selling price at 2009 values, despite the fact that there has been a sharp increase in the cost of the raw material. The above results also take into account provisions of approximately 100 thousand euros regarding a tax audit completed just a short time ago that established taxation of items that the company will dispute with the local tax commissions. Despite the constant devaluation of the local currency, the company’s equity remained above 9 million euros against a recorded equity investment value of 8.8 million euros.

SERIO ENERGIA S.r.l.

This company was established on February 27, 2003 to manage the heating systems of the Bolognini Hospital in Seriate (province of Bergamo). Although the Cooperative holds 40% of the company's shares, it effectively controls the company due to the activities it performs with regard to the project for which it was established.

The financial results for the period show a profit of 431,103 euros.

The company’s equity is 1.6 million euros against a recorded equity investment value of 0.4 million euros.

ISCHIA GAS S.r.l.

This company was established on April 1, 2005 by means of a deed drawn up by Mr. Silvio Vezzi, Notary Public in Modena, and recorded with registration number 111359, file no. 16678, for the construction and subsequent operation of the methane gas distribution service in the municipality of Ischia (province of Naples). During the year the gas distribution network was completed, sales of gas commenced, and the consumer hookup phase continued; as of December 31 there were 920 consumers.

During the year the company collected for the 2009 period from the Adjustment Fund of the Electric Sector the payment of the rate in relation to the startup period; it also received notice of the amounts due for 2010. Overall the company recorded an amount of 1,216,190 euros under other revenues. Consistent with this confirmation, the company, not having yet begun the depreciation process of the sea pipeline, allocated to provisions for future risks and contingencies the losses that will be reasonably realized at the time when that depreciation process will begin and the potential number of customers will not yet have been achieved.

Although the company’s financial results were obviously affected by these factors, it achieved a profit of 282,418 euros. In consideration of the certainty of the confirmation of the rate for the so-called transition period and the corresponding provisions made in relation to the company, the remaining provisions for risks of 148,046 euros allocated during fiscal year 2008 by the Cooperative were released.

It should be noted that a financing contract exists with Banca Popolare dell’Emilia Romagna for 6,000,000.00 euros, whose covenants include the payment of specific amounts by the shareholders to the net assets reserve “Reserve for future share capital increase”; the Cooperative made these payments of 2,900,000 euros on December 31, 2009.

With regard to the financing disbursed by Banca Popolare dell’Emilia Romagna, a lien was established on the company's shares in favor of said banking institute to guarantee the contract itself for a maximum amount of 6 million euros.

PROGAS METANO S.r.l.

This company was established on April 23, 2007 in the presence of Mr. Silvio Vezzi, Notary Public in Modena, who recorded the relative deed with registration no. 114585 and file no. 17714. This company was established for the installation of methane gas distribution networks on the island of Procida; currently it has performed mainly preliminary activities. The regional resolution regarding the providing of financing was approved at the end of 2011; therefore, network construction activities began. The operating results, which are derived exclusively from the overhead costs incurred, show a loss of 7,020 euros.

AIPOWER S.p.A.

This company was established in Algiers on April 7, 2008 and confirmed on April 12, 2008 for the purpose of managing the Cooperative’s core business in Algeria. The Cooperative holds 54% of the shares; another Italian company holds 1% of the shares; and the remaining 45% of the shares are held by Algerian partners.

In fiscal year 2011, due also to the effect of the popular uprisings that affected the entire Maghreb zone, the company limited itself to completing the current contracts, acquiring large work orders only at the end of the fiscal year, either directly or through the parent company, which will give significant results only in fiscal year 2012. Although a value of production of approximately 690 thousand euros was achieved, a loss of 18,944 euros was generated.

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VIGNOLA ENERGIA S.r.l.

This company, 99% of whose shares are held by the Cooperative and 1% by Consorzio Cooperative Costruzioni di Bologna, was established in 2009 to manage a district heating plant to be constructed in the municipality of Vignola (province of Modena). Due to problems of a political nature, the current municipal administration of Vignola, after having closed the tender, as of the end of the fiscal year still had not authorized the start of the works. For these reasons the company's financial statements currently consist of overhead costs only. The loss for the year is 5,808 euros. The works are expected to be started in 2012.

GRECANICA GAS S.r.l.

This company, which was established on April 6, 2010 in the presence of Mr. Silvio Vezzi, Notary Public in Modena, who recorded the deed with registration no. 119122, file no. 19121, is 95% controlled by the Cooperative and 5% by CPL Distribuzione. The company was started for the construction of the gas distribution network and the relative operation of the Calabria 12 catchment area. During fiscal year 2011 the company continued the construction phase of the gas distribution networks.

The company experienced a loss of 10,987 euros, which was generated exclusively from overhead costs. The investments made until December 31, 2011 for the network under construction total 3.4 million euros.

VEGA ENERGIE S.r.l.

The purpose of this company, which was established on January 27, 2011 in the presence of Mr. Silvio Vezzi, Notary Public in Modena, is the execution of the concession contract for designing, constructing, and managing photovoltaic electricity generation systems, for the adoption of measures for improving the energy efficiency of the Vega Science and Technology Park in Venice, and for the concession for the integrated service of procurement and management of electricity, thermal energy, cooling energy, natural gas, and potable water.

The company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, Article 156 of Italian Legislative Decree no. 163 of April 12, 2006 and subsequent modifications and additions and, therefore, the activity performed regards the services specified and governed by the tender documents for the assignment of the work and relative management issued by VEGA – Parco Scientificotecnologico di Venezia S.c.a r.l., the Contractee, by the quotation presented by the temporary association of companies comprised of “CPL CONCORDIA Società Cooperativa” and Nova Marghera Facility S.r.l. for participation in the aforesaid procedure, as well as by the contract and the relative agreement signed with VEGA – Parco Scientifico-tecnologico di Venezia S.c.a r.l.

During the year the company performed its operations normally, achieving a value of production of 2.5 million euros and generating a net profit of 256,088 euros.

MARCHE SOLAR S.r.l.

This company, which was established on February 10, 2011 in the presence of Mr. Silvio Vezzi, Notary Public in Modena, was established as a special purpose vehicle for the construction and subsequent operation of the photovoltaic array of Cartoceto (PU). The photovoltaic array was hooked up on August 31, 2011 and has already obtained the incentive rate. The revenues from core operations, with reference to the period from September to December 2011, amount to 124,042 euros, while the operating profits amounts to 35,395 euros.

TIPOWER S.a r.l.

This Tunisian-law company, 90% of whose shares are held by the Cooperative, was established on May 16, 2011 in Tunis with the purpose of bringing the parent company's know-how to Tunisia, specifically that know-how that concerns engineering. Essentially the company should replicate in Tunisia what was done in Algeria with AIPower. During 2011 the company performed exclusively business activities with the goal of analyzing tenders and participating in them. The small amount of costs incurred were advanced to the next fiscal year; therefore, the financial results are zero.

P.E.A. PROGETTO ENERGIA AMBIENTE S.r.l.

This company, 100% of whose shares were acquired by CPL CONCORDIA in April 2011, was established as a

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development company; it was acquired for the value it contains with regard to the shareholdings it holds in the special purpose vehicles of the catchment areas in Sardinia. Specifically, the company holds a call option for repurchasing the shares of the companies Fontenergia 4 S.r.l. and Fontenergia 6 S.r.l., which represent the companies of the Sardinia catchment areas with the greatest amount of intrinsic value.

During 2011 the company performed only the activity of acquisition and transfer of shareholdings regarding the Sardinia catchment areas. The financial results from these activities generated a loss of 44,709 euros.

With regard to the future evolution of the company, a wider group reorganization project that will involve it directly is being studied.

GHIRLANDINA SPORT S.r.l.

This company was established in 2009 to manage the equity investment in the company Modena Football Club S.p.A. This company, which the Cooperative controls as of December 31, 2011 with 61% of the shares, in turn holds 98.7% of the shares of Modena Football Club S.p.A. The economic results of the company Modena Football Club S.p.A. as of December 31, 2011 show a loss of 1,455,903 euros. As a result of this, Ghirlandina Sport's financial statements show a loss of 1,441,857 euros, while the shareholders' equity of the company was negative by 210,947 euros.

On the basis of these results of the subsidiary, the Cooperative adjusted the value of the equity investment of the subsidiary Ghirlandina Sport S.r.l. to the corresponding portion of its net assets.

During 2012 the level of control in Ghirlandina Sport S.r.l. by the Cooperative is expected to decrease.

MODENA FOOTBALL CLUB S.p.A.

This company, in which the CPL CONCORDIA Group holds a 61% interest through its subsidiary Ghirlandina Sport, closed its financial statements with a loss of 1,455,903 euros, which represents a decrease in comparison to the previous fiscal year of 2.5 million euros. The company's economic restructuring continued under the management of the Cooperative by means of the optimization of costs, reduced recruiting strategies and transfer policies, with a large degree of attention paid to the loans with and without interest. During the next purchasing/ sales campaign it will be attempted to achieve a further rebalancing of the financial statements by means of the valuation of the young sector and the young loans, also counting on the positive effects that resulted from the introduction of the Melandri Law that rebalanced the system for dividing up television rights, benefiting also the B Series.

B.2 Associated Companies FONTENERGIA S.p.A.

This company, which is involved in the construction and operation of the gas distribution networks in the Bacino 22 catchment area, also known as the Ogliastra catchment area, is now controlled by the following financial shareholders: Cooperare S.p.A. with 48% of the shares, Sofinco S.p.A. with 3% of the shares, and the cooperative with 49% of the shares.

With regard to the shareholders’ agreements, the company’s technical administrative management was entrusted to CPL, while Sofinco and Cooperare S.p.A. jointly handle the company's governance.

With regard to the company's core operations, the severe economic crisis that hit the island of Sardinia has caused a considerable reduction in consumption which, when combined with an increase in the cost of the raw material without a corresponding increase in the selling price, has resulted in very large losses. In fact, the company experienced an operating loss of 360,059 euros for fiscal year 2011.

After taking into consideration the above situation, the company's directors implemented a series of initiatives with the goal of restructuring the company by transferring the operations regarding leasing the tanks outside of the network, while simultaneously reducing the operative workforce, with the goal of achieving breakeven results on the financial statements beginning from fiscal year 2012.

From the point of view of financing, the company is still suffering from the nonpayment of the contributions that were recorded at the time, which on the basis of recent agreements that stipulate the reconstruction of the entire accounting of the works in compliance with Italian Law no. 784/80, it is believed will be obtained by the end of fiscal year 2012.

ICHNUSA GAS S.p.A.

This company is a holding company of equity investments that holds 98% of the shares of the special purpose vehicles established for managing the catchment areas acquired by the Cooperative for the distribution of gas and construction in the region of Sardinia. In fact, in 2009 and 2010 various special purpose vehicles were established for managing the distribution of gas and construction in various catchment areas in Sardinia, whose tenders were conducted in compliance with the regional resolutions regarding the installation of methane gas distribution networks in Sardinia. The Cooperative was awarded the announced concessions of 13 catchment

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areas, of which one, Bacino 28 managed by SocietĂ Fontenergia 28 S.r.l., was transferred in April 2011 to the company Fiamma 2000 S.p.A. The majority of the catchment areas were awarded to temporary associations of companies, to which the Cooperative belongs, and it will be possible to establish special purpose vehicles to take over the ownership of the concessions. The estimated investments in the catchment areas in question are approximately 164 million euros (net of VAT and contributions), for which public funding is anticipated on the basis of Italian Law no. 784/90, which is to be made available by the region of Sardinia in the amount of approximately 64.7 million euros.

The following is now the company structure of the holding company Ichnusa Gas S.p.A.:

CPL CONCORDIA SOC. COOP INTERMEDIA FINANCE S.P.A. IMPRESA PELLEGRINI S.R.L SAF COSTRUZIONI S.R.L.

45% 25% 20% 10%

It should be noted that the individual operational companies, a majority of whose shares were held by the Cooperative, were acquired in May 2011 by the company Ichnusa Reti S.r.l. This company was then merged by incorporation into Ichnusa Gas S.p.A. The deed of merger was drawn up on December 20, 2011 in the presence of Mr. Stefano Ferretti, Notary Public in Bologna, who recorded it with registration no. 18693 and file no. 5096.

The principal activity performed by this company during fiscal year 2011 was the procurement of the financial resources necessary for supporting the investments for the entire project. The financial squeeze that has hit our entire economic system as well as the financing and banking system has made it impossible to obtain by the end of December the resolutions necessary for financing the project. At this time temporary loans have been granted while waiting for the overall project to be arranged. Serious negotiations are underway with several credit institutions to definitively stipulate a syndicated loan for the development of the catchment areas of Sardinia included in the Ichnusa project; the directors of the Cooperative and of Ichnusa are confident that a positive result will be quickly achieved.

During the year the company recorded a loss of 363,537 euros and has net assets of 3,461,410 euros.

The already established and operational individual special purpose vehicles belonging to the Ichnusa project, which are 98% controlled by the holding company, are analyzed below.

FONTENERGIA 4 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 4 catchment area, which includes the municipalities of Osilo, Porto Torres, Sennori, Sorso, and Stintino in Sardinia.

This catchment area is expected to require 17.8 million euros of investments, to which will be allocated 9 million euros of public funding. However, during the year the construction activities did not begin, but the engineering activities continued. The loss recorded by this company amounts to 22,473 euros, while its net assets total 1,206,682 euros.

FONTENERGIA 6 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 6 catchment area, which includes the municipalities of Alghero and Olmedo in Sardinia. This catchment area is expected to require 15.5 million euros of investments, to which will be allocated 7.4 million euros of public funding.

However, during the year the construction activities did not begin, but the engineering activities continued.

The loss recorded by this company amounts to 73,673 euros, while its net assets total 1,862,701 euros.

FONTENERGIA 7 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 7 catchment area, which includes the municipalities of Ittiri, Cargeghe, Muros, Ossi, Tissi, Usini, Uri, Putifigari, and Villenova Monteleone; the lead municipality is Ittiri. This catchment area is expected to require 13.7 million euros of investments, to

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which will be allocated 5.2 million euros of public funding. During 2011 the company began the construction phase and completed the network for the municipality of Ittiri. The company recorded its first revenues from gas sales at the end of the fiscal year. The loss recorded by this company amounts to 96,436 euros, while its net assets total 652,902 euros.

FONTENERGIA 9 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 9 catchment area, which includes the municipalities of Ozieri, Berchidda, Tula, and Ittireddu; the lead municipality is Ozieri. This catchment area is expected to require 8.6 million euros of investments, to which will be allocated 3.5 million euros of public funding. During the year the supply network construction activities began with total investments of 3.8 million euros. It is expected that the supply network will be placed in operation in fiscal year 2012. The loss recorded by this company amounts to 35,066 euros, while its net assets total 414,934 euros.

FONTENERGIA 10 S.r.l.

This company was established on April 20, 2011 as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 10 catchment area, which includes the municipalities of Ala dei Sardi, Buddusò, Bitti, Onani, Orune, Osidda, Anela, Benetutti, and Nule. This catchment area is expected to require 10.9 million euros of investments, to which will be allocated 3.5 million euros of public funding. However, during the year the construction activities did not begin, but the engineering activities did. The loss recorded by this company amounts to 3,833 euros, while its net assets total 1,496,167 euros.

FONTENERGIA 11 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 11 catchment area, which includes the municipalities of Posada, San Teodoro, Budoni, Lodè, Siniscola, and Torpè; the lead municipality is Posada. However, during the year the construction activities did not begin, but the engineering activities continued. This catchment area is expected to require 11.0 million euros of investments, to which will be allocated 4.4 million euros of public funding. The loss recorded by this company amounts to 21,977 euros, while its net assets total 455,100 euros.

FONTENERGIA 15 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 15 catchment area, which includes the municipalities of Dorgali, Galtellì, Irgoli, Loculi, Onifai, and Orosei; the lead municipality is Dorgali.

However, during the year the construction activities did not begin, but the engineering activities continued. This catchment area is expected to require 12.7 million euros of investments, to which will be allocated 4.3 million euros of public funding. The loss recorded by this company amounts to 24,917 euros, while its net assets total 302,281 euros.

FONTENERGIA 19 S.r.l.

This company was established for the engineering and construction of the gas distribution network for the Bacino 19 catchment area, which includes the municipalities of Terralba, Marrubiu, Mogoro, Palmas Arborea, San Nicolò d’Arcidano, Santa Giusta, and Uras. This catchment area is expected to require 12.3 million euros of investments, to which will be allocated 4.9 million euros of public funding. However, during the year the construction activities did not begin, but the engineering activities continued. The loss recorded by this company amounts to 16,619 euros, while its net assets total 29,846 euros.

FONTENERGIA 26 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 26 catchment area, which includes the municipalities of Barrali, Gesico, Goni, Guamaggiore, Pimentel, San Basilio, Selegas, Senorbì, and Suelli. However, during the year the construction activities did not begin, but the engineering activities continued. This catchment area is expected to require 12.5 million euros of investments, to which will be allocated 3.4

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million euros of public funding. The loss recorded by this company amounts to 22,273 euros, while its net assets total 804,542 euros.

FONTENERGIA 27 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 27 catchment area, which includes the municipalities of Furtei, Guasila, Samassi, Samatzai, Sanluri, Segariu, Serramanna, and Serrenti.

However, during the year the construction activities did not begin, but the engineering activities continued. This catchment area is expected to require 23.2 million euros of investments, to which will be allocated 7.7 million euros of public funding. The loss recorded by this company amounts to 20,715 euros, while its net assets total 1,859,957 euros.

FONTENERGIA 35 S.r.l.

This company was established on April 20, 2011 as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 35 catchment area, which includes the municipalities of Giba, Masainas, Narcao, Perdaxius, Piscinas, Sant’Anna Arresi, Tratalias, and Villaperuccio. This catchment area is expected to require 10.4 million euros of investments, to which will be allocated 3.6 million euros of public funding. However, during the year the construction activities did not begin, but the engineering activities did. The loss recorded by this company amounts to 5,067 euros, while its net assets total 644,934 euros.

FONTENERGIA 37 S.r.l.

This company was established as a "special purpose vehicle" in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006. It was established specifically for the engineering and construction of the gas distribution network for the Bacino 37 catchment area, which includes the municipalities of Monastir, Nuraminis, San Sperate, Ussana, and Sestu. However, during the year the construction activities did not begin, but the engineering activities continued. This catchment area is expected to require 15.4 million euros of investments, to which will be allocated 6.8 million euros of funding. The loss recorded by this company amounts to 5,067 euros, while its net assets total 644,934 euros.

PEGOGNAGA SERVIZI S.r.l.

This company was established in April 2005 to manage the undertaking services of the municipality of Pegognaga (province of Mantua). The Cooperative holds 50% of the shares, while the company Mazzola & Bignardi Servizi S.r.l. holds the remaining 50% of the shares. The financial results for the fiscal year show a profit of 12,357 euros, which is to be considered simply in line with expectations.

TECLAB S.r.l.

This company, in which the Cooperative holds a 35% interest, was acquired on April 22, 2004 by means of a deed registered with the La Spezia Companies Registration Office, with reference no. 4365. This company, which is involved in the development and writing of software for remote control operation, was acquired as the ideal partner for our former Systems Division. The financial results for the fiscal year show a profit of 33,718 euros, while the value of the net assets totals 202,013 euros.

COIMMGEST S.p.A.

This company was established on May 14, 2007 in the presence of Mr. Silvio Vezzi, Notary Public in Modena, who recorded the relative deed with registration no. 114655 and file no. 17735. The controlling interest of 55% is held by Sofinco S.p.A., while the Cooperative holds the remaining 45% interest. The company was founded to manage real estate assets in the cooperative sector, and currently it has acquired the leasing contracts for the properties of the Concordia sulla Secchia headquarters, the Melegnano office, the Milan office, the Bologna of-

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fice, the Fano office, the Padua office, and the new property at Via Grandi 43-45. The company then stipulated rental contracts with the Cooperative for each of these properties. When preparing its financial statements for the fiscal year, this company employed international accounting principles, specifically for the valuation of the IAS 17 leasing contracts. It should also be noted that there is an option agreement on the company shares which the Cooperative can take advantage of to acquire the remaining 55% interest held by the majority shareholder, to be exercised no earlier than two years from the date of establishment and by December 31, 2017. The financial results for the fiscal year show a profit of 166,572 euros, while the value of the net assets totals 560,814 euros.

COMPAGRI S.p.A. winding up

This company, of which the Cooperative holds a 22.22% interest, is currently winding up after having transferred in 2010 the business unit comprised of the aerobic plant to Agrienergia S.p.A. Only the company's financial receivables and payables, which will be settled following the startup of Agrienergia's management operations, are left to be managed. From this it follows that the company's financial results consist solely of overhead costs and financial charges; in 2011 the company showed a loss of 53,778 euros. The Cooperative promptly allocated the necessary amount to provisions for future risks and contingencies.

AGRIENERGIA S.p.A.

As of fiscal year 2010, the operation of the aerobic plant and the construction and subsequent operation of the new anaerobic plant have been performed under the responsibility of Agrienergia S.p.A. Fiscal year 2011 was characterized by the continuation of construction of the new anaerobic plant, which it was hoped would begin operations by the end of the previous fiscal year. Unfortunately, due to a series of bureaucratic problems in connection with issuing permits, the construction phase experienced serious delays. The plants are expected to be completed by the end of summer 2012. The company closed its financial statements with breakeven results, covering its losses with a portion of the "Provisions for future risks and contingencies" assigned by Compagri S.p.A. for the express purpose of addressing the potential losses that were expected to occur during the startup period.

X DATANET S.r.l.

During fiscal year 2011, in addition to the 30% interest the Cooperative currently holds, it acquired a further 20% of the company by means of a deed stipulated on April 22, 2011 in the presence of Mr. Silvio Vezzi, Notary Public in Modena. This company is involved in the development and maintenance of software, and in close collaboration with the Cooperative’s Information & Communications Technology division it is developing a series of major software solutions for the market. This company closed fiscal year 2011 with a net profit of 105,131 euros, which is to be considered a very good result.

SARDA RETI COSTRUZIONI S.r.l.

This company, which has been operating for several years in Sardinia in the context of the drum sealing service and retail sales of LPG, in 2011 acquired tanks outside of the network that were the property of Fontenergia S.p.A. After several fiscal years during which the company experienced heavy losses, it recorded a profit of 7,204 euros in 2011. As a result of the renunciation of certain payables due to the Cooperative, the company's net assets increased also in 2011 and amounted to 1,554,889 euros as of December 31, 2011.

FONTENERGIA 38 S.r.l.

This company was established on December 19, 2009 in the presence of Mr. Gianmassimo Sechi, Notary Public of the Notarial District of Cagliari, who recorded the relative deed with registration no. 72191 and file no. 25183.

This company was founded for the operation, maintenance, and distribution of gas in the municipality of Cagliari. This company was established as a “special purpose vehicle” in conformity with, and for all legal purposes in conjunction with, article 156 of Italian Legislative Decree no. 163 of April 12, 2006.

This company is not included in the project financing of the holding company Ichnusa and is still inactive.

IES SOLARE S.r.l.

This company, 25% of whose shares are held by the Cooperative, is involved in the design, installation, and maintenance of photovoltaic power systems that are chiefly located in the region of Tuscany. From the point of view of the Cooperative, this acquisition is explained by the need to break into the alternative energy market in the region of Tuscany, which is generally reluctant to turn to non-local operators. This company closed fiscal year 2011 with a profit of 504,118 euros.

INTERENERGIA S.p.A.

This company, which was established in July 2009, is the product of Intermedia Holding S.p.A. and CPL’s desire to develop together a series of opportunities regarding the alternative energy market, and more specifically in the Photovoltaic sector. During fiscal year 2011 the company, which effectively performs subholding activities,

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established or acquired a series of special purpose vehicles that own photovoltaic arrays in operation or in the production stage. Currently this subholding company directly controls the following 4 companies: Interenergia Uno S.r.l., which manages the photovoltaic arrays of Turi 1 and Turi 3 (located in the municipality of Turi in the province of Bari); Interenergia Due S.r.l., which manages the photovoltaic array of Turi 2; Interenergia Tre S.r.l., which manages the photovoltaic array of Torano in the province of Teramo; and Interenergia Quattro S.r.l. The latter company is in turn another subholding company that controls the following four operational companies: Fano Solar 1 S.r.l., Fano Solar 2 S.r.l., Sant’Omero Solar S.r.l., and Notaresco Solar S.r.l. The arrays managed by this company are located in the municipalities of Fano (province of Pesaro e Urbino), Sant’Omero (province of Teramo), and two in Notaresco (province of Teramo).

The photovoltaic arrays located in the municipalities of Turi and Torano, which belong to the Interenergia Group, were acquired in 2010, but they were already in operation at the end of 2009; therefore, they benefited from GSE's incentive rate for 2009. The arrays owned by the companies headed by Interenergia Quattro S.r.l. were hooked up in 2011 and benefit from the 2010 incentive rate. This consolidated company of Interenergia showed a profit of 687,919 euros and net assets of 15,339,305 euros.

NOCI SOLAR 1 S.r.l.

This company, which was initially established by the Cooperative alone, was started for the construction and subsequent operation of the photovoltaic array named Noci 1, a system with a rated power of just under one megawatt, and is located in the municipality of Noci (province of Bari). On December 15, 2010 the Cooperative transferred 51% of the shares of this company to the group WAMGROUP S.p.A., which now controls it. The array was completed and hooked up at the end of December 2010, and production began in 2011. The financial results as of December 31, 2011 show an operating profit of 198,476 euros.

NOCI SOLAR 2 S.r.l.

This company, which was initially established by the Cooperative alone, was started for the construction and subsequent operation of the photovoltaic array named Noci 2, a system with a rated power of just under one megawatt, and is located in the municipality of Noci (province of Bari). On December 15, 2010 the Cooperative transferred 51% of the shares of this company to the group WAMGROUP S.p.A., which now controls it. The array was completed and hooked up at the end of December 2010, and production began in 2011. The financial results as of December 31, 2011 show an operating profit of 180,644 euros.

GHIRLANDINA SOLARE S.r.l.

This company, which was established in July 2010, was started for the construction and subsequent operation of a photovoltaic power system located in the municipality of Modena in collaboration with the municipally-owned company of Modena, Hera S.p.A., whose production began in 2011. The financial results as of December 31, 2011 show a profit of 142,176 euros.

ANDINA SERVICIOS TECNOLOGICOS SAC

This company, which was established in May 2011 in Lima, Peru, should operate in Peru with the goal of marketing the technologies and engineering of the Cooperative's Systems Department. No particular movements have yet occurred, and the company has remained essentially inactive. The first financial statements will be produced as of December 31, 2012.

POLARGAS S.r.l.

The Cooperative acquired 50% of the shares of the company on July 27, 2011 in the presence of Mr. Carlo Bonanno, Notary Public in Saluzzo. The company was established as a vehicle for developing in Italy Liquified Natural Gas (LNG) technology. The company's potential consists of the joint venture between the two shareholders, CPL and Vanzetti Engineering. The company proposes to construct storage facilities and micro-networks to quickly

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replace LPG, a very dangerous gas that is also much more expensive than methane gas. This company, which currently closes its financial statements on June 30 of each year, prepared a six-month balance sheet as of December 31, 2011 showing a loss for the period of 97,161 euros, which is attributable exclusively to the business startup phase.

SOLARPLANT S.r.l.

This company, whose company structure is the same as that of Ies Solare S.r.l., is a classic special purpose vehicle established to operate a 1MW photovoltaic array located near Livorno that began operating in 2011. The company's financial results as of December 31, 2011 show a profit of 349,132 euros.

FIMETRA S.r.l.

This company, which was established on December 14, 2010, is the product of the collaboration of the two shareholders CPL CONCORDIA and Coopbilanciai of Campogalliano to develop the new meter and corrector prototypes prescribed by resolution no. ARG/Gas 155/2008 of the Regulatory Authority for Electricity and Gas. In 2011 the company acquired the production lines, the equipment, and the software necessary for constructing and marketing the meters and correctors prescribed by the aforesaid regulation, which must almost completely replace the national system of gas measurement by 2016.Fiscal year 2011 should be considered a startup year; therefore, the company's profit and loss statement contains exclusively financial charges and overhead expenses. The company's financial results from operations show a loss of 18,348 euros.

Other companies With regard to the analysis of this item of the Financial Statements, as can be seen from the table of the financial movements in relation to equity investments, the main company included is Intermedia Holding S.p.A., of which the Cooperative holds shares representing 1.76% of the share capital, with a recorded cost of 3.5 million euros. The other significant values are recorded under the equity investments of the financing company Movimento Cooperativo Sofinco S.p.A., as the shares of Hera S.p.A. and as the Cooperative Shares of Coopbilanciai for 500 thousand euros subscribed to in 2009 that represent an important step for the company, which have allowed it to resume the Fimetra project, which was discussed in the previous section on associated companies.

C CONSOLIDATED FINANCIAL STATEMENTS As noted in the introduction, over time the Consolidated Group financial statements have grown in both size and importance. In the fiscal year under examination the consolidated financial statements of the CPL Group significantly reflect the economic and financial dynamics of the development strategies planned over the last few years by the Cooperative’s management team.

In the statements that follow, the financial and asset structure of the consolidated financial statements and their relative indices will be analyzed, with a comparison of the trends of the four previous fiscal years.

C.1 Economic analysis The consolidated financial statements for the last five years, reclassified according to the valueadded method, are shown below.

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